0001209191-15-005307.txt : 20150120 0001209191-15-005307.hdr.sgml : 20150119 20150120192818 ACCESSION NUMBER: 0001209191-15-005307 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150113 FILED AS OF DATE: 20150120 DATE AS OF CHANGE: 20150120 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INSPERITY, INC. CENTRAL INDEX KEY: 0001000753 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 760479645 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 19001 CRESCENT SPRINGS DR CITY: KINGWOOD STATE: TX ZIP: 77339 BUSINESS PHONE: 7133588986 MAIL ADDRESS: STREET 1: 19001 CRESCENT SPRINGS DR CITY: KINGWOOD STATE: TX ZIP: 77339 FORMER COMPANY: FORMER CONFORMED NAME: ADMINISTAFF INC \DE\ DATE OF NAME CHANGE: 19950915 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Starboard Value R GP LLC CENTRAL INDEX KEY: 0001575979 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13998 FILM NUMBER: 15537163 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 845-7977 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Starboard Value R LP CENTRAL INDEX KEY: 0001575972 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13998 FILM NUMBER: 15537164 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212)845-7977 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Starboard Principal Co GP LLC CENTRAL INDEX KEY: 0001517140 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13998 FILM NUMBER: 15537166 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 845-7977 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STARBOARD VALUE & OPPORTUNITY S LLC CENTRAL INDEX KEY: 0001519812 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13998 FILM NUMBER: 15537169 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-845-7977 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD CENTRAL INDEX KEY: 0001373638 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13998 FILM NUMBER: 15537170 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-845-7906 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER NAME: FORMER CONFORMED NAME: STARBOARD VALUE & OPPORTUNITY FUND LTD DATE OF NAME CHANGE: 20110404 FORMER NAME: FORMER CONFORMED NAME: RAMIUS VALUE & OPPORTUNITY MASTER FUND LTD DATE OF NAME CHANGE: 20090730 FORMER NAME: FORMER CONFORMED NAME: Starboard Value & Opportunity Master Fund Ltd DATE OF NAME CHANGE: 20060823 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Starboard Value & Opportunity C LP CENTRAL INDEX KEY: 0001571704 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13998 FILM NUMBER: 15537165 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 845-7977 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Starboard Value LP CENTRAL INDEX KEY: 0001517137 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13998 FILM NUMBER: 15537171 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 845-7977 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Starboard Principal Co LP CENTRAL INDEX KEY: 0001517139 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13998 FILM NUMBER: 15537167 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 845-7977 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Starboard Value GP LLC CENTRAL INDEX KEY: 0001517138 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13998 FILM NUMBER: 15537168 BUSINESS ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 845-7977 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2015-01-13 0 0001000753 INSPERITY, INC. NSP 0001517137 Starboard Value LP 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 0 0 1 0 0001373638 STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 0 0 1 0 0001519812 STARBOARD VALUE & OPPORTUNITY S LLC 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 0 0 1 0 0001517138 Starboard Value GP LLC 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 0 0 1 0 0001517139 Starboard Principal Co LP 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 0 0 1 0 0001517140 Starboard Principal Co GP LLC 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 0 0 1 0 0001571704 Starboard Value & Opportunity C LP 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 0 0 1 0 0001575972 Starboard Value R LP 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 0 0 1 0 0001575979 Starboard Value R GP LLC 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 0 0 1 0 Common Stock, Par Value $0.01 Per Share 1986958 I By Starboard Value and Opportunity Master Fund Ltd. Common Stock, Par Value $0.01 Per Share 444820 I By Starboard Value and Opportunity S LLC Common Stock, Par Value $0.01 Per Share 241324 I By Starboard Value and Opportunity C LP Common Stock, Par Value $0.01 Per Share 662874 I By Managed Account of Starboard Value LP This Form 3 is filed jointly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"), Starboard Value and Opportunity S LLC ("Starboard S LLC"), Starboard Value and Opportunity C LP ("Starboard C LP"), Starboard Value LP ("Starboard Value LP"), Starboard Value GP LLC ("Starboard Value GP"), Starboard Principal Co LP ("Principal Co"), Starboard Principal Co GP LLC ("Principal GP"), Starboard Value R LP ("Starboard R LP"), Starboard Value R GP LLC ("Starboard R GP"), Jeffrey C. Smith, Mark Mitchell and Peter A. Feld (collectively, the "Reporting Persons"). To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose. Shares of Common Stock beneficially owned by Starboard V&O Fund. Starboard Value LP, as the investment manager of Starboard V&O Fund, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard V&O Fund. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith, Mitchell and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard V&O Fund. Shares of Common Stock beneficially owned by Starboard S LLC. Starboard Value LP, as the manager of Starboard S LLC, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard S LLC. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith, Mitchell and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard S LLC. Shares of Common Stock beneficially owned by Starboard C LP. Each of Starboard R LP, as the general partner of Starboard C LP, and Starboard R GP, as the general partner of Starboard R LP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard C LP. Starboard Value LP, as the investment manager of Starboard C LP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard C LP. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith, Mitchell and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard C LP. Shares held in an account managed by Starboard Value LP. Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith, Mitchell and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard Value LP. STARBOARD VALUE LP, By: Starboard Value GP LLC, its general partner, Name: Jeffrey C. Smith, Title: Authorized Signatory /s/ Jeffrey C. Smith 2015-01-20 STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD, By: Starboard Value LP, its investment manager, Name: Jeffrey C. Smith, Title: Authorized Signatory /s/ Jeffrey C. Smith 2015-01-20 STARBOARD VALUE AND OPPORTUNITY S LLC, By: Starboard Value LP, its manager, Name: Jeffrey C. Smith, Title: Authorized Signatory /s/ Jeffrey C. Smith 2015-01-20 STARBOARD VALUE GP LLC, By: Starboard Principal Co LP, its member, Name: Jeffrey C. Smith, Title: Authorized Signatory /s/ Jeffrey C. Smith 2015-01-20 STARBOARD PRINCIPAL CO LP, By: Starboard Principal Co GP LLC, its general partner, Name: Jeffrey C. Smith, Title: Authorized Signatory /s/ Jeffrey C. Smith 2015-01-20 STARBOARD PRINCIPAL CO GP LLC, Name: Jeffrey C. Smith, Title: Authorized Signatory /s/ Jeffrey C. Smith 2015-01-20 STARBOARD VALUE AND OPPORTUNITY C LP, By: Starboard Value R LP, its general partner, Name: Jeffrey C. Smith, Title: Authorized Signatory /s/ Jeffrey C. Smith 2015-01-20 STARBOARD VALUE R LP, By: Starboard Value R GP LLC, its general partner, Name: Jeffrey C. Smith, Title: Authorized Signatory /s/ Jeffrey C. Smith 2015-01-20 STARBOARD VALUE R GP LLC, Name: Jeffrey C. Smith, Title: Authorized Signatory /s/ Jeffrey C. Smith 2015-01-20 EX-99 2 attachment1.htm EX-99 DOCUMENT

                                                                      Exhibit 99

                         Form 3 Joint Filer Information

Name:                                      Starboard Value and Opportunity
                                           Master Fund Ltd

Address:                                   777 Third Avenue, 18th Floor
                                           New York, NY 10017

Date of Event Requiring Statement:         01/13/15


Name:                                      Starboard Value and Opportunity S LLC

Address:                                   777 Third Avenue, 18th Floor
                                           New York, NY 10017

Date of Event Requiring Statement:         01/13/15


Name:                                      Starboard Value GP LLC

Address:                                   777 Third Avenue, 18th Floor
                                           New York, NY 10017

Date of Event Requiring Statement:         01/13/15


Name:                                      Starboard Principal Co LP

Address:                                   777 Third Avenue, 18th Floor
                                           New York, NY 10017

Date of Event Requiring Statement:         01/13/15


Name:                                      Starboard Principal Co GP LLC

Address:                                   777 Third Avenue, 18th Floor
                                           New York, NY 10017

Date of Event Requiring Statement:         01/13/15


Name:                                      Starboard Value and Opportunity C LP

Address:                                   777 Third Avenue, 18th Floor
                                           New York, NY 10017

Date of Event Requiring Statement:         01/13/15


Name:                                      Starboard Value R LP

Address:                                   777 Third Avenue, 18th Floor
                                           New York, NY 10017

Date of Event Requiring Statement:          01/13/15


Name:                                       Starboard Value R GP LLC

Address:                                    777 Third Avenue, 18th Floor
                                            New York, NY 10017

Date of Event Requiring Statement:          01/13/15